American Express Company Announces Pricing Terms of Note Exchange
Offers

November 27, 2012 04:16 PM Eastern Time

NEW YORK--(BUSINESS WIRE)--American Express Company (NYSE: AXP) announced today the pricing terms
of its previously announced private offers to exchange (i) any and all
of its outstanding 8.125% Senior Notes due 2019 for its new Senior Notes
due December 2, 2022 and cash and (ii) any and all of its
outstanding 8.150% Senior Notes due 2038 for its new Senior Notes due
December 3, 2042 and cash. The pricing terms were determined as of the
price determination date, which was 2:00 p.m., New York City time, on
November 27, 2012, in accordance with the terms set out in the
confidential offering circular for the exchange offers, dated November
13, 2012, and the related letter of transmittal.

The interest rate on the new 2022 notes will be 2.650%. The “New 2022
Issue Yield” (as defined in the confidential offering circular) on the
new 2022 notes will be 2.697% and the “New 2022 Notes Value” (as defined
in the confidential offering circular) of the new 2022 notes will be
$1,145.29. These amounts were determined by reference to the bid-side
yield on the 1.625% U.S. Treasury due November 15, 2022 as of the price
determination date, which was 1.647%.

The interest rate on the new 2042 notes will be 4.050%. The “New 2042
Issue Yield” (as defined in the confidential offering circular) on the
new 2042 notes will be 4.086% and the “New 2042 Notes Value” (as defined
in the confidential offering circular) of the new 2042 notes will be
$1,341.64. These amounts were determined by reference to the bid-side
yield on the 2.75% U.S. Treasury due August 15, 2042 as of the price
determination date, which was 2.786%.

The total exchange price to be received in each exchange offer for each
$1,000 principal amount of the relevant series of old notes validly
tendered, and not validly withdrawn, at or prior to the early
participation date (5:00 p.m., New York City time, on November 27,
2012), is set forth in the table below. Each total exchange price
includes the early exchange premium of $30.00 per $1,000 principal
amount of the relevant series of old notes validly tendered, and not
validly withdrawn, at or prior to the early participation date. The
total exchange price for each exchange offer has been determined in
accordance with the procedures set forth in the confidential offering
circular. Holders of old notes that validly tender old notes after the
early participation date and whose old notes are accepted in the
applicable exchange offer will receive the exchange price, which is the
total exchange price less the early exchange premium.

The table below shows, among other things, the total exchange price and
exchange price per $1,000 principal amount of each series of old notes
accepted in the exchange offers:

CUSIP Number

Title of OldNotes

PrincipalAmountOutstanding

ReferenceUSTYield

FixedSpread(basispoints)

ExchangePrice

EarlyExchangePremium

TotalExchangePrice

025816BB4

8.125%Senior Notesdue 2019

$1,750,000,000

1.647%

+ 15

$1,354.53

$30.00

$1,384.53

025816AZ2

8.150%Senior Notesdue 2038

$1,000,000,000

2.786%

+ 105

$1,664.39

$30.00

$1,694.39

The total exchange price for the 2019 notes exchange offer will be paid
in the following manner:

$1,150.00 principal amount of new 2022 notes; plus

$239.24 in cash (which is equal to (a) the total exchange price for
the 2019 notes exchange offer minus (b) the New 2022 Notes Value).

The exchange price for the 2019 notes exchange offer will be paid in the
following manner:

$1,150.00 principal amount of new 2022 notes; plus

$209.24 in cash (which is equal to (a) the exchange price for the 2019
notes exchange offer minus (b) the New 2022 Notes Value).

The total exchange price for the 2038 notes exchange offer will be paid
in the following manner:

$1,350.00 principal amount of new 2042 notes; plus

$352.75 in cash (which is equal to (a) the total exchange price for
the 2038 notes exchange offer minus (b) the New 2042 Notes Value).

The exchange price for the 2038 notes exchange offer will be paid in the
following manner:

$1,350.00 principal amount of new 2042 notes; plus

$322.75 in cash (which is equal to (a) the exchange price for the 2038
notes exchange offer minus (b) the New 2042 Notes Value).

In addition to the applicable total exchange price or exchange price,
holders whose old notes are accepted for exchange will be paid accrued
and unpaid interest on such old notes to but not including the
applicable settlement date. In the case of old notes exchanged on the
final settlement date, this amount will be reduced to reflect embedded
interest on the new notes as described in the confidential offering
circular.

The exchange offers will expire at the expiration date, which will
be 11:59 p.m., New York City time, on December 11, 2012, unless extended
or earlier terminated by American Express.

The early settlement date is expected to be December 3, 2012 and will
apply to all old notes validly tendered and accepted for exchange
pursuant to the terms and conditions of the applicable exchange offer as
of the early participation date. The final settlement date is expected
to be December 13, 2012 and will apply to all old notes validly tendered
and accepted for exchange pursuant to the terms and conditions of the
applicable exchange offer after the early participation date but at or
prior to the expiration date.

Each exchange offer is being conducted by American Express upon the
terms and subject to the conditions set forth in the confidential
offering circular and related letter of transmittal. The exchange offers
are only made, and copies of the offering documents will only be made
available, to holders of old notes that have certified their status as
(1) a “Qualified Institutional Buyer” as defined in Rule 144A under the
Securities Act of 1933, as amended or (2)(A) a person other than a “U.S.
person” as defined in Rule 902 under the Securities Act and (B) if
resident and/or located in any Member State of the European Economic
Area that has implemented provisions of the Directive 2003/71/EC (as
amended, including pursuant to Directive 2010/73/EU, the “Prospectus
Directive”), a qualified investor as defined in Article 2.1(e) of the
Prospectus Directive (each, an “Eligible Holder”).

Each exchange offer is subject to the condition that a minimum of $500
million aggregate principal amount of new notes of the relevant series
be issued in exchange for old notes of the relevant series, as well as
certain other conditions as described in the confidential offering
circular.

The exchange offers have not been registered under the Securities Act or
any state securities laws. Therefore, the new notes may not be offered
or sold in the United States absent an applicable exemption from the
registration requirements of the Securities Act and any applicable state
securities laws. American Express will enter into registration rights
agreements with respect to each series of the new notes.

Documents relating to the exchange offers will only be distributed to
holders of the old notes that complete and return a letter of
eligibility confirming that they are Eligible Holders. Holders of the
old notes that desire to review the eligibility letter may visit the
website for this purpose at http://www.dfking.com/axp
or contact D.F. King & Co., Inc., the information agent for the exchange
offers, by calling toll-free (800) 549-6697 or at (212) 269-5550 (banks
and brokerage firms).

This press release is not an offer to sell or a solicitation of an
offer to buy any security. The exchange offers are being made solely by
the confidential offering circular and related letter of transmittal and
only to such persons and in such jurisdictions as is permitted under
applicable law.

In particular, this communication is only addressed to and directed
at: (A) in any Member State of the European Economic Area that has
implemented the Prospectus Directive, qualified investors in that Member
State within the meaning of the Prospectus Directive and (B)(i)
persons that are outside the United Kingdom or (ii) investment
professionals falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii)
high net worth companies, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all
such persons together being referred to as “relevant persons”).The
new notes are only available to, and any invitation, offer or agreement
to subscribe, purchase or otherwise acquire such new notes will be
engaged in only with, relevant persons.Any person who is not a
relevant person should not act or rely on this document or any of its
contents.

This press release contains forward-looking statements, which are
subject to risks and uncertainties. The forward-looking statements
contain words such as “believe,” “expect,” “anticipate,” “intend,”
“plan,” “will,” “may,” “likely” and similar expressions. Readers are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date on which they are made.
American Express undertakes no obligation to update or revise any
forward-looking statements. Factors that could cause actual results to
differ materially from these forward-looking statements include, but are
not limited to, whether or not American Express will ultimately
consummate the exchange offers, the satisfaction of the conditions
described in the confidential offering circular and market conditions.

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